1. Introduction

Top Glove wishes to announce that the Company had on 17 July 2012 entered into a conditional Sale and Purchase Agreement (the “Agreement”) to acquire the entire issued and paid-up capital of 24,000,000 ordinary shares of RM1.00 each in GMP Medicare Sdn Bhd (“GMP”) from Matang Manufacturing Sdn Bhd (“Proposed Acquisition”).
 

2. Information on GMP

GMP was incorporated in Malaysia on 10 March 1984, with its registered office at 103A, Taman Melaka Raya, 75000 Melaka, having a paid-up capital of 24,000,000 ordinary shares of RM1.00 each and is principally involved in manufacturing and sale of rubber gloves.
 

3. Purchase Consideration
 

The terms of the Proposed Acquisition includes the settlement of inter-company and/or related party loans of GMP and the purchase by GMP from Matang Manufacturing Sdn Bhd of a piece of property. Subject to the terms of the Agreement, the total consideration for the Proposed Acquisition was agreed at RM24,130,000.00 and was arrived at fair market value.
 

4. Terms of the Agreement
 

Upon completion of all the conditions and compliance of provisions as stipulated in the Agreement (“Completion”), GMP will be a wholly-owned subsidiary of Top Glove.
 

5. Expected Completion
 

The Proposed Acquisition is expected to be completed within 6 months from the date of the execution of the Agreement or any later date as agreed by all parties.
 

6. Effects and Prospect of the Proposed Acquistion
 

The Proposed Acquisition of GMP will not have a material effect on the earnings or net assets of Top Glove Group for the financial year ending 31 August 2012.
 

The Proposed Acquisition is in line with the group’s expansion plan of increasing its global market share. GMP is expected to benefit from the economies of scale of the Group’s established marketing and procurement network, and contribute to the profitability of the Group going forward.
 

7. Interest of Directors and Substantial Shareholders
 

None of the Directors or substantial shareholders of Top Glove or persons connected to them has any interest, direct or indirect, in the Proposed Acquisition.
 

8. Others
 

The highest percentage ratio applicable to the Proposed Acquisition pursuant to Chapter 10, Paragraph 10.02(g) of the Bursa Malaysia Securities Berhad Main Market Listing Requirements (“MMLR”) is negligible. This Announcement is made pursuant to Chapter 9, Paragraph 9.19 (23) of the MMLR.

This announcement is dated ­­17th day of July 2012.